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Eastern Province Cement Co. Invites its shareholders to attend the 49th Ordinary General Assembly Meeting (First Meeting) through modern technology

EPCCO 3080 -3.95% 35.30 -1.45
Element List Explanation
Introduction The Board of Directors of Eastern Province Cement Co. is pleased to invite the Company’s shareholders to attend the Ordinary General Meeting (First Meeting) through modern technology at 18:30 on Sunday 2022/05/22 Corresponding to 1443/10/21
City and Location of the General Assembly's Meeting Head office, Eastern Cement Tower, Khobar, through modern technology
URL for the Meeting Location https://www.tadawulaty.com.sa
Date of the General Assembly's Meeting 2022-05-22 Corresponding to 1443-10-21
Time of the General Assembly's Meeting 18:30
Attendance Eligibility The shareholders registered with the Securities Depository Center at the end of trading session before the assembly meeting according to the applicable polices and regulations.
Quorum for Convening the General Assembly's Meeting In terms of provisions of article (32) of the Company’s Articles of Association, the quorum of the General assembly meeting will be attained by the attendance of shareholders representing at least one fourth of the capital. However, if the quorum necessary for the meeting is not achieved, a second meeting will be held one hour after the end of the period specified for the first meeting. The second meeting will be valid whatever the number of shares represented in the meeting.
General Assembly Meeting Agenda 1- Voting on the Board of Directors' report for the fiscal year ended on 31/12/2021G.

2- Voting on the auditor's report of the company accounts for the fiscal year ended on 31/12/2021G.

3- Voting on the financial statements for the fiscal year ended on 31/12/2021G.

4- Voting on discharging the members of the Board of Directors from liability for the fiscal year ended on 31/12/2021G.

5) Voting on the decision of the Board of Directors regarding the dividends that have been distributed to shareholders amounted of SAR 215,000,000 represents SAR (2.50) per share for the first and second half of 2021 (Attached)

6- Voting on payment of (SAR 2,900,000) as remuneration to the Board members for the fiscal year ended on 31/12/2021G.

7- Voting on appointing the auditor for the Company from among the candidates based on the Audit Committee's recommendation. The appointed auditor shall examine, review and audit the second, third, and annual financial statements, of the fiscal year 2022G., and the first quarter of the fiscal year 2023G., and the determination of the auditor's remuneration (Attached)

8- Voting on delegating the Board of Directors to distribute interim dividends on biannual or quarterly basis for the fiscal year 2022G.

9. Voting on delegating the authorization powers of the General Assembly stipulated in paragraph (1) of Article (71) of the Companies Law to the Board of Directors for a period of one year starting from the date of the approval by the General Assembly or until the end of the delegated Board of Directors’ term, whichever is earlier. Such delegation shall be in accordance with the conditions set forth in the Regulatory Rules and Procedures issued pursuant to the Companies Law relating to Listed Joint Stock Companies.

10- Voting on the transactions and contracts that will be concluded between the company and the Arabian Yemen Cement Company Limited (an associate company) in which the members of the Board of Directors mentioned below have an indirect interest without any preferential conditions, where the Eastern Province Cement Company is represented in the Board of Directors of the Arabian Yemen Cement Company Limited by two members of its Board of Directors and they are: (1) Mr. Mohammad Saad Al Faraj Al Subaie (Non-Executive). (2) Mr. Ibrahim Salem Al Ruwais (Non-executive). The nature of these transactions and contracts is represented in cash sums that the Eastern Province Cement Company will receive from the associate company in order to transfer them to some of the associate's suppliers, as the associate company faces some difficulties finalizing its bank transfers to and from the Republic of Yemen, noting that the balance of these transactions and contracts has reached SAR (545) thousand as on 31/12/2021G compared with (SAR 7 million as on 31/12/2020G). Such transactions and contracts will continue until the difficulties facing the associate are over (Attached).

11- Voting on the transactions and contracts concluded between the company and Al-Dawaa Medical Services Company Ltd., where the Chairman of the Board of Directors of the Eastern Province Cement Company Mr. Mohammad Saad Al Faraj Al Subaie (Non-Executive) is the Board of Directors and CEO of Al-Dawaa Medical Services Company Ltd., and vice chairman of Eastern Province Cement Company Mr. Ibrahim Salem Al-Rwais (Non-Executive) is a vice chairman of Al-Dawaa Medical Services Company Ltd., and the member of the Board of Directors of the Eastern Province Cement Company Mr. Waleed Mohammad Al-Jaafari (Independent) is a Board of Directors of Al-Dawaa Medical Services Company Ltd., and the nature of these transactions and contracts is to rent administrative offices to Al-Dawaa Medical Services Company Ltd. in the Eastern Province Cement Company tower for a period of about four Hijri years at an amount of (SAR 2,312,170) per annum, as part of the ordinary businesses that have offered no preferential conditions (Attached).

12- Voting on the transactions and contracts concluded between the company and Walaa Cooperative Insurance Co., where the member of the Board of Directors of the Eastern Province Cement Company, Mr. Waleed Mohammad Al-Jaafari (Independent) is a Board of Directors of Walaa Cooperative Insurance Co., and the nature of these transactions and contracts is to provide Insurance services to Eastern Province Cement Company for three years at an amount of (SAR 1,526,661.14) per annum, as part of the ordinary businesses that have offered no preferential condition (Attached).

13- Voting on amending the Policy of Remuneration of board of directors, board of committees and executive management (Attached).

Proxy Form
E-Vote The shareholders registered on the electronic trading service website (Tadawulaty) can vote remotely on the general assembly meeting's agenda, as of 10:00 am on Wednesday, 17/10/1443H corresponding to 18/05/2022G until the end of the assembly's meeting. Registration and voting in Tadawulaty services will be available and free for all shareholders through the following link: www.tadawulaty.com.sa
Eligibility for Attendance Registration and Voting The eligibility to attend the general assembly meeting and voting on the meeting’s agenda for all attendees will end when the vote-counting committee finalizes its vote counting work.
Method of Communication For any inquiry, please contact us on phone number 966138812222 Ext. 4405 or email [email protected]
Attached Documents   

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